HomeMy WebLinkAboutAgreement A-15-046 with AvrioHitachi.pdf AGREEMENT NO. 15-046
1 ASSIGNMENT OF AGREEMENT
2 THIS ASSIGNMENT OF AGREEMENT(hereinafter"Assignment") is made and entered into
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3 this 10 th day of FebruarV29+4,by and between COUNTY OF FRESNO a Political Subdivision of the
4 State of California,2220 Tulare Street,Fresno,CA 93721 (hereinafter"COUNTY"),and AVRIO
5 GROUP SURVEILLANCE SOLUTIONS, LLC,(hereinafter"ASSIGNOR"), and HITACHI DATA
6 SYSTEMS CORPORATION (hereinafter"ASSIGNEE") , 2845 Lafayette Street, Santa Clara, CA
7 95050-2639.
8 WITNESSETH:
9 WHEREAS,COUNTY and ASSIGNOR entered into Agreement number 10-651,dated
10 December 7,2010 pursuant to which ASSIGNOR agreed to install and service a comprehensive video
11 security system as part of the Sheriff's Office sponsored Video Infrastructure Protection Program
12 (VIPP); and
13 WHEREAS, COUNTY and ASSIGNOR entered into Amendment I to the Agreement effective
14 December 11, 2012 (County Agreement 10-651-1)to amend the scope of work and increase the
15 maximum amount payable; and
16 WHEREAS,under said Agreement and the aforementioned amendments made thereto
17 (collectively"Agreement"), the ASSIGNOR was required to commence performance thereunder on
18 December 7, 2010 and end its performance on March 31, 2016,unless terminated sooner as provided
19 elsewhere under said Agreement; and
20 WHEREAS, section 8 of the Agreement allows for assignment thereof with written consent of
21 the COUNTY; and
22 WHEREAS,on or about August 27, 2014, ASSIGNOR and ASSIGNEE completed a
23 consolidation whereupon ASSIGNEE agreed to perform ASSIGNOR'S responsibilities and duties
24 under the Agreement;
25 WHEREAS,ASSIGNOR wishes to assign,transfer and delegate all of its rights,benefits,
26 responsibilities and obligations under the Agreement to ASSIGNEE;
27 WHEREAS, ASSIGNEE represents that it is qualified to accept the assignment of rights and
28 delegation of obligations of ASSIGNOR under said Agreement and agrees to each and every term and
I — COUNTY OF FRESNO
Fresno,CA
1 condition of said Agreement.
2 NOW,THEREFORE,the Parties hereby agree as follows:
3 1. ASSIGNOR does hereby transfer and assign all of its rights and interest in, and delegate all
4 of ASSIGNOR's obligations under, said Agreement to ASSIGNEE.
5 2. ASSIGNEE does hereby accept from ASSIGNOR such assignment of the Agreement and
6 ASSIGNEE agrees, as a direct obligation to COUNTY and without qualification or
7 reservation of right,to perform each and every one of ASSIGNOR's obligations and
8 responsibilities under the Agreement as though ASSIGNEE was the signatory party to the
9 Agreement in lieu of ASSIGNOR. As such ASSIGNEE agrees that it's liability under the
10 Agreement shall include liability accruing as a result of ASSIGNOR's and well as
11 ASSIGNEE's performance or failure to perform its obligations under the Agreement.
12 3. Each person executing this Assignment in a representative capacity hereby warrants and
13 represents to the other parties that he or she is authorized to do so and that his or her
14 signature shall be binding on that party.
15 4. This Assignment shall be effective commencing August 27, 2014 ("Effective Date").
16 5. ASSIGNEE agrees to each and every term and condition of the Agreement as amended.
17 6. The persons having authority to give and receive notices under this Agreement and their
18 addresses include the following:
19 COUNTY ASSIGNEE
20 Business Manager HITACHI DATA SYSTEMS
21 Fresno County Sheriff CORPORATION
Business Office 2845 Lafayette Street
22 2100 Fresno Street Santa Clara, CA 95050-2639
Fresno, CA 93721
23
24 H
25 H
26 H
27 H
28 H
- 2 - COUNTY OF FRESNO
Fresno,CA
I In WITNESS WHEREOF,the undersigned hereby acknowledge execution of this Assignment by their
2 signatures.
3 ASSIGNO CO=YOF E(S�N4ByIA By1.1 .
5 AVRIO GROUP Deborah A. Poochigian,Chai
(Authorized ner) � A w� Board of Supervisors
6 Print Name:
Title: �2� '� Date:
8 Chairman of the Board,or
President,or any Vice President
9
10 Date: BERNICE E. SEIDEL,Clerk
Board of Supervisors
11 ASSIGNEE:
By
12 HITACHI DATA SYSTEMS CORPORATION
13 (Authorized Signer) ,
Print Name: Gregory M Coplans By
14
15 Title: Corporate Secretary Date:
16 Date: APPR VED AS TO LEGAL FORM:
17 By L,
niel C.Cederborg,County Cou el
18
19 APPROVED AS TO ACCOUNTI G FORM
20
By (-& I 21
Fund/Subclass 0001/10000 Vicki Crow,Auditor-Controller •reasurer-Tax Collector
22 Sheriff ORG:31116396
REVIEWED AND RECOMMENDED FOR
23 APPROVAL:
24
25 By
Margaret Mims, Sheriff
26
27
28
3 - COUNTY OF I RISNO
Fwmo,CA